Terms of service

General Terms of Engagement

Terms of FRADECO GmbH Steuerberatungsgesellschaft for the Vaytax services.

Last updated: April 2026
A German version of these Terms is available via the language toggle above.

of FRADECO GmbH Steuerberatungsgesellschaft, effective April 2026

The following “General Terms of Engagement” apply to contracts between tax advisors and tax-advisory professional companies (the “Tax Advisor”) and their clients, unless otherwise expressly agreed in text form or required by mandatory law.

1. Scope and execution of the engagement

The scope of services to be provided is determined by the engagement granted. The engagement is performed in accordance with the principles of due professional conduct and observing the applicable professional rules and duties (cf. StBerG, BOStB, BRAO, BORA).

Consideration of foreign law requires express agreement in text form.

If the legal situation changes after a matter has been finally concluded, the Tax Advisor is not obliged to inform the client of the change or its consequences. This applies otherwise only if expressly agreed in text form.

Verifying the accuracy, completeness and propriety of documents and figures handed over to the Tax Advisor, in particular bookkeeping and balance sheets, is part of the engagement only if agreed in text form. The Tax Advisor will rely on the client’s information, in particular numerical figures, as accurate. Where obvious inaccuracies are identified, the Tax Advisor will notify the client.

The engagement does not constitute power of attorney for representation before authorities, courts, or other bodies. Such authority must be granted separately. If, due to the client’s absence, consultation about lodging objections or appeals is not possible, the Tax Advisor is in case of doubt entitled to take deadline-preserving steps.

2. Confidentiality

The Tax Advisor is required by law to keep confidential all facts learned in connection with the engagement, unless released from this obligation by the client. The duty of confidentiality continues after termination of the engagement and applies equally to the Tax Advisor’s staff.

The duty of confidentiality does not apply where disclosure is necessary to protect the Tax Advisor’s legitimate interests. The Tax Advisor is also released from confidentiality to the extent required by the conditions of his/her professional liability insurer for information and cooperation.

Statutory rights to refuse information and testimony, including under § 102 AO, § 53 StPO and § 383 ZPO, remain unaffected.

The Tax Advisor is released from confidentiality where necessary to appoint a general representative (§ 68 StBerG / § 53 BRAO) or to conduct a certification audit at the Tax Advisor’s practice, provided the persons involved have themselves been advised of their confidentiality obligation.

3. Involvement of third parties

The Tax Advisor is entitled to engage employees and, under the conditions of § 62a StBerG / 43e BRAO, also external service providers (in particular data-processing companies) for the execution of the engagement.

The Tax Advisor is entitled to grant general representatives (§ 69 StBerG / § 53 BRAO) and practice trustees / firm administrators (§ 71 StBerG / § 55 BRAO), in the event of their appointment, access to the client files within the meaning of § 66 (2) StBerG / § 50 BRAO.

4. Electronic communication, data protection

The Tax Advisor is entitled, within the scope of the engagements granted, to collect personal data of the client by automated means and to process it in an automated file, or to transmit it to a service-data centre for further order processing.

The Tax Advisor is entitled, in fulfilment of duties under the GDPR and the Federal Data Protection Act, to appoint a data protection officer.

The client is informed that the use of electronic communication means (e-mail, etc.) may entail risks for the confidentiality of the communication. With knowledge of this, the client consents to the use of electronic communication by the Tax Advisor.

5. Remedy of defects

In the event of any defects, the client shall give the Tax Advisor the opportunity to cure.

Obvious inaccuracies (e.g. typing or calculation errors) may be corrected by the Tax Advisor at any time, including vis-à-vis third parties. Other defects may be corrected vis-à-vis third parties only with the client’s consent. Consent is not required where the legitimate interests of the Tax Advisor outweigh those of the client.

6. Liability

The client’s claim arising from the engagement against the Tax Advisor for compensation of damage caused by simple negligence is limited to EUR 1,000,000 (in words: one million euros). The limitation applies solely to simple negligence. Liability for gross negligence and intent remains unaffected.

Excluded from the limitation are liability claims for damages from injury to life, body or health.

Telephone or oral information does not form part of the Tax Advisor’s main contractual duties. It is agreed that the Tax Advisor is liable only for information given in text form, and liability for negligently incorrect oral information by the Tax Advisor or his staff is excluded.

Damages claims of the client become time-barred 18 months from year-end after knowledge or grossly negligent ignorance of the claim, but at the latest five years from year-end after the claim arose.

7. Client’s duties

The client is obliged to cooperate where necessary for the proper execution of the engagement. In particular, the client must hand over all documents needed for the execution of the engagement completely and in such time as to leave the Tax Advisor a reasonable working period.

The client must refrain from anything that could impair the independence of the Tax Advisor or his agents.

The client undertakes to pass on the work products of the Tax Advisor only with the latter’s written consent, unless the consent for transfer to a specific third party is already implicit in the engagement.

If the client fails to provide a required cooperation or is in default of accepting the service offered, the Tax Advisor is entitled to terminate the contract without notice.

8. Copyright

The Tax Advisor’s services constitute his intellectual property. They are protected by copyright. Forwarding work products beyond the intended use requires prior consent in text form.

9. Remuneration, advance payment and set-off

The remuneration (fees and reimbursement of expenses) of the Tax Advisor for his professional activity is calculated according to the German Tax Advisor Remuneration Regulation (StBVV) or the Lawyers’ Remuneration Act (RVG). A higher or lower remuneration than the statutory one may be agreed in text form.

The Tax Advisor may demand an advance payment for fees and expenses already incurred or expected. If the requested advance is not paid, the Tax Advisor may, after prior notice, suspend further activity for the client until the advance is received.

Set-off against the Tax Advisor’s remuneration claim is permitted only with undisputed or legally established receivables.

9a. Corrected preliminary VAT returns

The monthly flat fee includes up to two (2) corrected preliminary VAT returns (§ 153 AO) per calendar year. For each additional correction caused by the client, the Tax Advisor charges an additional fee of EUR 79 net per corrected return.

What counts is the date of submission of the correction to the competent tax office. The counter resets at the start of each calendar year. Corrections demonstrably caused by the Tax Advisor’s own error do not count toward the limit.

Corrections of the annual VAT return (Jahreserklärung) are excluded from this rule and will be agreed separately.

9b. Retroactive preliminary VAT returns

Retroactive preliminary VAT returns (i.e. returns for reporting periods that precede the First Reporting Period agreed in the Engagement Letter) are not covered by the monthly flat fee. They will be prepared by the Tax Advisor only on separate engagement, at a one-time fee of EUR 79 net per reporting period.

The engagement can be placed at the time of signup (charged immediately via the online payment function) or at a later point (via separate invoice). A maximum of 48 retroactive reporting periods per client may be engaged under this clause (4-year assessment period under § 169 AO).

Where the client cannot finally determine at signup from which reporting period a VAT liability applies (in particular because the Finanzamt has not yet issued the Steuernummer), the client may defer backfile invoicing on the online form. Once the Tax Advisor learns the relevant start of VAT liability from the Finanzamt’s notice, the corresponding number of retroactive returns will be invoiced separately within 30 days. The client already consents to this post-confirmation engagement at the time of contract conclusion.

All Verspätungszuschläge (late-filing surcharges, § 152 AO), Säumniszuschläge (late-payment surcharges, § 240 AO), interest, and other ancillary tax charges imposed by the Finanzamt in connection with returns filed past their statutory deadline are borne exclusively by the client and are not included in the fee under this clause.

Fees paid in advance under this clause are non-refundable once the corresponding return has been filed with the Finanzamt. Pre-filing cancellations are handled in coordination with the Tax Advisor.

The registration service included in the Annual All-In package comprises the preparation and submission of the Fragebogen zur steuerlichen Erfassung and the correspondence with the Finanzamt up to the decision on issuing the tax number (Steuernummer). The remuneration attributable to it is earned upon proper preparation and submission. If the Finanzamt does not issue the tax number, or issues it only with delay, for reasons not attributable to the Tax Advisor (in particular requests for evidence, on-site inspections, or refusals by the Finanzamt), the remuneration claim remains unaffected and no refund is made in that respect. If the non-issuance is due to a circumstance attributable to the Tax Advisor, the statutory rules apply.

10. Termination of the engagement

The engagement ends with the fulfilment of the agreed services, by expiry of the agreed term, or by termination. The engagement does not end with the death or incapacitation of the client, nor with the dissolution of a company.

If and insofar as the engagement is a service contract within the meaning of §§ 611, 675 BGB, either party may terminate it without notice; termination must be in text form.

Where the Annual All-In package (the annual package with included VAT registration) is engaged, the minimum contract term is twelve (12) months from conclusion of the contract. The contract renews for further twelve-month periods unless terminated in text form with one month’s notice to the end of the respective term (termination to year-end). The right to terminate for good cause (§ 626 BGB) and the client’s right of termination under § 627 BGB remain unaffected. In the event of termination under § 627 BGB, the Tax Advisor is entitled to remuneration pursuant to § 628 BGB for the services rendered up to termination; the registration service already rendered counts as a substantial part-service rendered in advance.

After termination, the documents are to be collected from the Tax Advisor. If the engagement ends before its full execution, the Tax Advisor’s remuneration claim is governed by statute.

11. Right of retention

The Tax Advisor may make copies or photocopies of documents he returns to the client and retain them.

The Tax Advisor may refuse to release his work products and documents until satisfied with respect to his fees and expenses (§ 66 (3) StBerG / § 50 (3) BRAO).

12. Place of jurisdiction, place of performance

The engagement, its execution and any claims arising from it are governed exclusively by German law. Where the client is a merchant, a legal person under public law, or a public-law special asset, the place of performance and jurisdiction is the Tax Advisor’s professional office.

The Tax Advisor is not willing to take part in dispute-resolution proceedings before a consumer arbitration body (§§ 36, 37 VSBG).

13. Severability

Should individual provisions of these terms be or become invalid, the validity of the remaining provisions is not affected. The invalid provision shall be replaced by a valid one that comes as close as possible to the intended purpose. Amendments and additions to these terms require text form.